- Amended Statement of Ownership (SC 13G/A)
February 16 2010 - 12:56PM
Edgar (US Regulatory)
SCHEDULE
13G
CUSIP NO.
040311102
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. 2)*
Argyle
Security, Inc.
(Name of
Issuer)
Common
Stock, $.0001 par value
(Title of
Class of Securities)
040311102
(CUSIP
Number)
December
31, 2009
(Date of
Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this
Schedule
is filed:
o
Rule
13d-1(b)
x
Rule
13d-1(c)
o
Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE
2 OF 8
PAGES
|
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
Alexandra
Global Master Fund Ltd.
98-0448776
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(A)
o
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
|
5
SOLE VOTING POWER
|
|
SHARES
|
|
|
BENEFICIALLY
|
-0-
|
|
OWNED
BY
|
|
|
EACH
|
6
SHARED VOTING POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item 4)
|
|
WITH:
|
|
|
|
7
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
-0-
|
|
|
|
|
|
8
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item
4)
|
|
|
|
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
325,000
shares of Common Stock (See Item 4)
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE
INSTRUCTIONS)
o
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(9)
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE
INSTRUCTIONS)
|
CO
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 3 OF 8
PAGES
|
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
Alexandra
Investment Management, LLC
13-4092583
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(A)
o
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
|
5
SOLE VOTING POWER
|
|
SHARES
|
|
|
BENEFICIALLY
|
-0-
|
|
OWNED
BY
|
|
|
EACH
|
6 SHARED
VOTING POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item 4)
|
|
WITH:
|
|
|
|
7
SOLE DISPOSITIVE
POWER
|
|
|
|
|
|
-0-
|
|
|
|
|
|
8
SHARED DISPOSITIVE
POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item
4)
|
|
|
|
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
325,000
shares of Common Stock (See Item 4)
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE
INSTRUCTIONS)
o
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(9)
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE
INSTRUCTIONS)
|
OO
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 4 OF 8
PAGES
|
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(A)
o
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
|
5
SOLE VOTING POWER
|
|
SHARES
|
|
|
BENEFICIALLY
|
-0-
|
|
OWNED
BY
|
|
|
EACH
|
6
SHARED VOTING POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item 4)
|
|
WITH:
|
|
|
|
7
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
-0-
|
|
|
|
|
|
8
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
325,000
shares of Common Stock (See Item
4)
|
|
|
|
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
325,000
shares of Common Stock (See Item 4)
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE
INSTRUCTIONS)
o
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(9)
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE
INSTRUCTIONS)
|
IN
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 5 OF 8
PAGES
|
|
Item
1(a).
|
Name
of Issuer:
|
|
|
|
|
|
Argyle
Security, Inc. (the “Issuer”)
|
|
|
|
|
Item
1(b).
|
Address
of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item
2(a).
|
Names
of Persons Filing:
|
|
|
|
|
|
Alexandra
Global Master Fund Ltd. ("Alexandra")
|
|
|
Alexandra
Investment Management, LLC ("AIM")
|
|
|
Mikhail
A. Filimonov ("Filimonov")
|
|
|
|
|
Item
2(b).
|
Address
of Principal Business Office:
|
|
|
|
|
|
Alexandra
– Citco Building, Wickams Cay, P.O. Box 662,
|
|
|
Road
Town, Tortola, British Virgin Islands
|
|
|
AIM
– 780 Third Avenue, 35th Floor, New York,
|
|
|
New
York 10017
|
|
|
Filimonov
– 780 Third Avenue, 35th Floor, New York,
|
|
|
New
York 10017
|
|
|
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|
Item
2(c).
|
Place
of Organization or Citizenship:
|
|
|
|
|
|
Alexandra
– British Virgin Islands
|
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|
AIM
– Delaware
|
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|
Filimonov
– U.S.
|
|
|
|
|
Item
2(d).
|
Title
of Class of Securities:
|
|
|
|
|
|
Common
Stock, $.0001 par value per share, of the Issuer (the "Common
Stock")
|
|
|
|
|
Item
2(e).
|
CUSIP
Number:
040311102
|
|
|
|
|
Item
3.
|
This
Schedule is filed pursuant to Rule 13d-1(c) by
|
|
|
Alexandra,
AIM and Filimonov
|
|
|
|
|
Item
4.
|
Ownership:
|
|
|
(a)
|
Amount
Beneficially Owned:
|
|
|
|
|
|
|
|
Alexandra:
325,000 shares*
|
|
|
|
AIM:
325,000 shares*
|
|
|
|
Filimonov:
325,000 shares*
|
|
|
|
|
|
|
(b)
|
Percent
of Class:
|
|
|
|
|
|
|
|
Alexandra:
4.2%*
|
|
|
|
AIM:
4.2%*
|
|
|
|
Filimonov:
4.2%*
|
|
|
|
|
|
|
|
(Based
on 7,409,805 shares of Common Stock
outstanding,
as of November 19, 2009, as reported by
the
Issuer in the Issuer’s Quarterly Report on Form
10-Q
for the quarter ended September 30,
2009).
|
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 6 OF 8
PAGES
|
|
|
(c)
|
Number
of Shares as to which the Person has:
|
|
|
|
|
|
|
|
|
(i)
|
sole
power to vote or to direct the vote
|
|
|
|
|
|
|
|
|
-0-
|
|
|
|
|
|
|
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
325,000
shares of Common Stock*
|
|
|
|
|
|
|
|
|
(iii)
|
sole
power to dispose or to direct the disposition of
|
|
|
|
|
|
|
|
|
-0-
|
|
|
|
|
|
|
|
|
(iv)
|
shared
power to dispose or to direct the disposition of
|
|
|
|
|
|
|
|
|
|
325,000
shares of Common Stock*
|
* AIM
serves as investment advisor to Alexandra. By reason of such
relationship, AIM may be deemed to share voting and dispositive power over the
shares of Common Stock owned by Alexandra. AIM disclaims beneficial
ownership of the shares of Common Stock listed as beneficially owned by
Alexandra or any other person reporting on this Schedule.
Filimonov
serves as the Chairman, the Chief Executive Officer, a Managing Member and the
Chief Investment Officer of AIM. By reason of such relationships,
Filimonov may be deemed to share voting and dispositive power over the shares of
Common Stock listed as beneficially owned by AIM. Filimonov disclaims
beneficial ownership of the shares of Common Stock listed as beneficially owned
by AIM or any other person reporting on this Schedule.
|
Item
5.
|
Ownership
of Five Percent or Less of a Class:
|
|
|
|
|
|
If
this statement is being filed to report the fact that as of the
date hereof each of the Reporting Persons ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following
x
|
|
|
|
|
Item
6.
|
Ownership
of More Than Five Percent on Behalf of Another Person:
|
|
|
|
|
|
Not
applicable
|
|
|
|
|
Item
7.
|
Identification
and Classification of the Subsidiary which Acquired the Security Being
Reported on by the Parent Holding Company:
|
|
|
|
|
|
Not
applicable
|
|
|
|
|
Item
8.
|
Identification
and Classification of Members of the Group:
|
|
|
|
|
|
Not
applicable
|
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 7 OF 8
PAGES
|
|
Item
9.
|
Notice
of Dissolution of Group:
|
|
|
|
|
|
Not
applicable
|
|
|
|
|
Item
10.
|
Certification:
|
By
signing below each signatory certifies that, to the best of its knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect.
Exhibits:
Exhibit
I: Joint Filing Agreement, dated as of October 20, 2008, by and among Alexandra,
AIM and Filimonov (incorporated herein by reference to the exhibit with the same
number filed with the Schedule 13G by the persons reporting on this Amendment
No. 2).
SCHEDULE
13G
CUSIP
NO. 040311102
|
PAGE 8 OF 8
PAGES
|
SIGNATURE
By
signing below each signatory certifies that, to the best of its knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect.
Date:
February 16, 2010
|
ALEXANDRA
GLOBAL MASTER FUND LTD.
|
|
|
|
|
By:
|
ALEXANDRA
INVESTMENT MANAGEMENT, LLC,
|
|
|
its
Investment Advisor
|
|
|
|
|
|
By:
/s/ Mikhail A. Filimonov
|
|
|
Mikhail
A. Filimonov
|
|
|
Title:
Managing Member
|
|
|
|
|
|
ALEXANDRA
INVESTMENT MANAGEMENT, LLC
|
|
|
|
By:
/s/ Mikhail A. Filimonov
|
|
Mikhail
A. Filimonov
|
|
Title:
Managing Member
|
|
|
|
/s/
Mikhail A. Filimonov
|
|
Mikhail
A.
Filimonov
|
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